In Türkiye, how many shareholders can Joint Stock Company be established with?
One shareholder is sufficient for the establishment of a joint stock company in Türkiye.
Is there an upper limit on the number of shareholders of the Joint Stock Company?”
There is no upper limit on the number of shareholders of a joint stock company to be established in Türkiye.
Is it obligatory for the shareholders to be Turkish citizens?
No. The shareholder or shareholders do not have to be Turkish citizens. All shareholders can be foreign persons.
Can a shareholder be a legal person?
Yes. Shareholder(s) can be foreign persons. For example, a limited liability company or joint stock company abroad can be a legal person shareholder of a limited or joint stock company to be established in Türkiye.
There is no obligation to have a Turkish citizen shareholder in a company to be established in Türkiye.
Can the authorized signatory of the company be a foreign natural or legal person?
Yes. Joint stock company’s authorized signatory (member of the Board of Directors) can be a real or legal person established in Türkiye or a foreign person.
In case the legal person is elected to the board of directors of the company in Türkiye, he/she must choose a real person who will sign on behalf of the foreign legal person. This real person can also be a Turkish citizen or a foreign person.
Can the title of the company be chosen freely?
Yes, any title can be used. At least one industry name must be included in the title.
Before the establishment, it is inquired whether there is a similar title or not.
In the title, “Turkish, Türkiye, Republic, National” statements are not used in order that they depends on the approval of the Council of Ministers.
Can the company’s logo and trademark be registered?
Yes. Logo and trademark registration can be made after the establishment of the company.
Can the company operate in more than one sector?
Yes, it is possible. Provided that it is stated in the Articles of Association of the company, it is possible to operate in more than one sector.
What is the required capital amount for JSC?
The minimum capital required for an JSC to be established in Türkiye is 250 Thousand TL. 25% of this amount should be blocked to the bank at the time of establishment. After the establishment approval, the bank blockage will be released, and the money can be used. The remaining 3/4 of capital commitment is deposited into the company’s bank account by the shareholders within 2 years following the establishment and can be freely used for company activities.
What is the term of office of the Board of Directors of the Joint Stock Company?
The governing body of joint stock companies in Türkiye is the Board of Directors. The term of office of the Board of Directors can be determined as 3 years at the most. At the end of 3 years, the same people can be re-elected for 3 years.
Does the company have to have an address?
Yes. The company must have a legal postal address. Addressing, answering coming calls and mail/cargo delivery and forwarding can be purchased as services from virtual office companies.
How long does it take to establish a joint stock company in Türkiye?
After obtaining the documents required for the establishment, the establishment of a company with foreign capital is completed within approximately 5 to 7 working days.
Where is the registry of companies in Türkiye made?
In Türkiye, companies register with the chamber of commerce, trade registry directorate, tax office and social security institution in the city to which their address is affiliated.
How to open bank accounts for companies?
After the establishment of the company, the establishment documents are given to the bank and the bank account opening processes begin. A bank account can be opened within 15 to 60 business days. Banks can request additional information about foreign company shareholders during account opening.
How are sales invoices issued?
Invoices are created electronically through the software of integrator software companies authorized by the Turkish Revenue Administration and sent to customers electronically.
E-Invoices of customers located abroad are sent via e-mail.
Which declarations are given in Türkiye and when?
-VAT declaration: Monthly
– Withholding declaration: Monthly
-Corporations Provisional Tax Return: 3 Months
-Corporate Tax Declaration: Annually
-Stamp Duty declaration: As the contract is
-Social Security Notice: Monthly
Who is responsible for public debts?
Responsibility for public debts in joint stock companies is on the board of directors.
Shareholders who are not from the board of directors are not liable for public debts.
Liability for commercial debts is as much as the company’s assets. As long as there are no misleading and fraudulent transactions, individuals and institutions with whom commercial relations are made can only go to the assets of the company for their receivables. They cannot go to the Board of Directors or company shareholders.
Do share certificate have to be printed?
Joint Stock Companies in Türkiye are not obliged to issue share certificate. However, optionally, the share certificate can be printed. Share certificate can be printed by name or bearer.
In order for the share certificate to be issued, the subscribed capital must be fully paid.
Is the income from the sale of share certificate taxable?
The profit to be obtained from the sale of shares after 2 years have passed from the issuance of the shares is exempt from income tax for the shareholder selling the share.
Earnings from sales made within 2 years are subject to tax.
How to sell share certificate?
Share sales are made through a share transfer agreement to be drawn up between the shareholders. The sales transaction is reported to the board of directors of the joint stock company, and then the shareholders are recorded in the share book.
Joint stock company shares in Türkiye can be sold optionally through a notary public.
What are the tax rates in Türkiye?
Some tax rates in Türkiye:
-Corporate Tax rate is applied as 25% for 2025.
Income, expense and profit/loss calculations are made quarterly and as follows.
Income-expense calculation and declaration periods;
1st Quarter: January-March period statement; Until May 17,
Quarter 2: April-June statement; Until August 17,
3rd Quarter: July-September period declaration until 17 November,
4th Quarter: October-December period declaration, until April 30 of the following year,
It is declared and if there is a profit, 25 Corporate Tax is paid. If the period resulted in a loss, no tax is payable.
– The profit distribution withholding rate is 15%.
If the profit remaining after the corporate tax is paid is desired to be distributed to the shareholders in whole or in part, 15% profit distribution withholding tax is paid over the dividend to be distributed.
-The general VAT rate is 20%.
VAT Declaration is submitted monthly.
How long does it take to close the company in Türkiye?
– In case the joint stock company is to be closed, liquidation procedures must be carried out.
The liquidation entry process is approximately 1 month, the liquidation period is 3 months, and the final closing process takes 1 month. All liquidation procedures are completed within 5 months.
At least one liquidation manager must be appointed for liquidation.
If only one liquidation manager is appointed, he/she must be a Turkish citizen.
If more than one liquidation manager is appointed, it is sufficient for one of them to be a Turkish citizen.
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